Release – MustGrow Receives PMRA Approval to Commence Large Scale Field Trials via NexusBioAg BAT Program

Research News and Market Data on MGROF

MustGrow Receives PMRA Approval to Commence Large Scale Field Trials via NexusBioAg BAT Program

  • Approval from Health Canada’s Pest Management Regulatory Agency (PMRA) to commence large-scale farmer trials.
  • Program to focus on MustGrow’s TerraMG™ mustard-derived soil biopesticide technology for use in Canadian canola and pulse crop markets.
  • NexusBioAg’s 2024 BioAdvantage Trials (BAT) Program to evaluate large-scale efficacy and commercial value potential.
  • MustGrow and NexusBioAg are committed to launching innovative, sustainable, and regenerative agriculture products.

SASKATOON, Saskatchewan, Canada, November 7, 2023 – MustGrow Biologics Corp. (TSXV:MGRO) (OTC:MGROF) (FRA:0C0) (the “Company” or “MustGrow”) is pleased to announce the approval of Health Canada’s Pest Management Regulatory Agency (“PMRA”) to commence large-scale field trials via NexusBioAg’s 2024 BioAdvantage Trials Program (“BAT Program”). NexusBioAg, is a division of Univar Solutions, providing an expanded portfolio of crop nutrition solutions, including industry-leading inoculants, micronutrients, nitrogen stabilizers, and foliar products. NexusBioAg is partnered with MustGrow to provide TerraMGTM to Canadian farmers, upon PMRA registraion, as a preplant soil treatment for diseases affecting canola and pulse crops.

NexusBioAg’s BAT Program is recognized as an industry leading field trialing program with an established process to gather data from large field scale trials across Canada. Since it’s inception, NexusBioAg continues to expand the BAT Program footprint and engage with collaborators to evaluate products in the NexusBioAg pipeline. Through the BAT Program, NexusBioAg validates product efficacy and establishes the product value and opportunity. To learn more about the BAT Program visit www.nexusbioag.com/bioadvantage-trials.

The BAT Program will focus on MustGrow’s TerraMGTM mustard-derived soil biopesticide technology for use in Canadian canola and pulse crop markets. The addition of this plant-based technology to the BAT Program further diversifies and expands NexusBioAg’s extensive portfolio of inoculants, micronutrients, nitrogen stabilizers and foliars for the Canadian agricultural market.

“There has been a significant amount of grower interest in MustGrow’s TerraMGTM and there is excitement to evaluate TerraMGTM in real farming conditions during the 2024 BAT Program. We will collaborate with MustGrow to conduct large scale field trials throughout Western Canada and give agriculture innovators an opportunity to work with true agriculture innovation,” remarked Daniel Samphir, NexusBioAg Senior Marketing Manager.

In 2021, NexusBioAg and MustGrow initiated a field research program to develop MustGrow’s sustainable farming technology in Canadian canola and pulse crops. This technology has the potential to address the agronomic challenges of clubroot and aphanomyces diseases which are rapidly devastating these crops. Building on existing collaborative data, NexusBioAg and MustGrow are now moving forward to the next stage of the registration process. Through the BAT Program, NexusBioAg farm customers will have access to MustGrow’s mustard plant-based agronomic innovation.

NexusBioAg is committed to launching innovative, cutting-edge products, with a focus on sustainability and regenerative agriculture, which benefit the Canadian agricultural industry and growers. MustGrow specializes in the research and development of organic biocontrol, soil amendment and biofertility technologies from mustard, harnessing the plant’s natural defense mechanism with technologies that have the potential to control diseases, pests and weeds, and in addition, provide nutrients to boost the soil microbiome. Combining the proficiencies of both companies in the agriculture market will help Canadian farmers benefit from innovative and sustainable farming solutions.

Clubroot Disease: Canola

Clubroot is a rapidly spreading disease pathogen destroying canola, one of Canada’s more profitable crops with over 20 million acres grown each year and contributing C$30 billion in economic activity in Canada.(1) Industry experts conservatively estimate C$500 million in annual canola crop losses in Canada caused by Clubroot.(2) Current treatments cannot eradicate clubroot completely – they are only intended to slow the spread and reduce the incidence and severity of the disease. Some field infections may lead to 100% crop loss.

Aphanomyces Disease: Pulse Crops

Aphanomyces is a water mould pathogen responsible for root-rot disease, infecting a variety of peas, lentils and other legumes collectively referred to as pulse crops. The disease causes severe root damage and wilting, with yield losses ranging from 10% to 100% in infected fields.(2) Canada is one of the world’s largest producers of pulse crops, with approximately 7 to 10 million arces grown annually with an estimated farm gate value of over C$3.5 billion, and the world’s largest exporter.(3) Industry experts conservatively estimate C$125 million in annual pulse crop losses due to aphanomyces.(2) Current treatment measures cannot control aphanomyces – they are only able to slow down the spread and reduce the incidence and severity of the disease.

The global plant-based protein market size is projected to grow from US$14.1 billion in 2021 to US$17.4 billion by 2027 (CAGR of 3.7%).(4) This is attributed to several drivers, predominantly rising consumer health-consciousness, growing prevalence of protein-rich pulse crop food products, and technological innovations in plant-based protein extraction.

Sources:
1. Canola Council of Canada https://www.canolacouncil.org/sustainability/economic/
2. 3rd party market research, MustGrow estimates
3. imarcgroup.com; https://pulsecanada.com/uploads/National-Pulse-Research-Strategy-Jan-10.pdf
4. https://www.ey.com/en_gl/strategy/how-alternative-proteins-are-reshaping-meat-industries

For more information about NexusBioAg’s crop nutrition solutions, please visit www.nexusbioag.com.  To learn more about TerraMG™, visit www.mustgrow.ca.

About MustGrow

MustGrow is an agriculture biotech company developing organic biocontrol, soil amendment and biofertility products by harnessing the natural defense mechanism and organic materials of the mustard plant to sustainably protect the global food supply and help farmers feed the world. MustGrow and its leading global partners — Janssen PMP (pharmaceutical division of Johnson & Johnson), Bayer, Sumitomo Corporation, and Univar Solutions’ NexusBioAg — are developing mustard-based organic solutions to potentially replace harmful synthetic chemicals. Concurrently, with new formulations derived from food-grade mustard, the Company is pursuing the adoption and use of its technology in the soil amendment and biofertily markets. Over 150 independent tests have been completed, validating MustGrow’s safe and effective approach to crop and food protection and yield enhancements. Pending regulatory approval, MustGrow’s patented liquid technologies could be applied through injection, standard drip or spray equipment, improving functionality and performance features. Now a platform technology, MustGrow and its global partners are pursuing applications in several different industries from preplant soil treatment and weed control, to postharvest disease control and food preservation, to soil amendment and biofertility. MustGrow has approximately 50.1 million basic common shares issued and outstanding and 55.0 million shares fully diluted. For further details, please visit www.mustgrow.ca.

Contact Information

Corey Giasson
Director & CEO
Phone: +1-306-668-2652
info@mustgrow.ca

MustGrow Forward-Looking Statements

Certain statements included in this news release constitute “forward-looking statements” which involve known and unknown risks, uncertainties and other factors that may affect the results, performance or achievements of MustGrow.

Generally, forward-looking information can be identified by the use of forward-looking terminology such as “plans”, “expects”, “is expected”, “budget”, “estimates”, “intends”, “anticipates” or “does not anticipate”, or “believes”, or variations of such words and phrases or statements that certain actions, events or results “may”, “could”, “would”, “might”, “occur” or “be achieved”. Examples of forward-looking statements in this news release include, among others, statements MustGrow makes regarding: the potential outcomes of the BAT Program trials of MustGrow’s TerraMGTM; the focus of the BAT Program on MustGrow’s TerraMGTM mustard-derived soil biopesticide technology for use in Canadian canola and pulse crop markets; the potential of MustGrow’s TerraMGTM technology to address the agronomic challenges of clubroot and aphanomyces diseases on canola and pulse crops; and the potential outcome of any registration process for MustGrow’s TerraMGTM.

Forward-looking statements are subject to a number of risks and uncertainties that may cause the actual results of MustGrow to differ materially from those discussed in such forward-looking statements, and even if such actual results are realized or substantially realized, there can be no assurance that they will have the expected consequences to, or effects on, MustGrow. Important factors that could cause MustGrow’s actual results and financial condition to differ materially from those indicated in the forward-looking statements include market receptivity to investor relations activities as well as those risks described in more detail in MustGrow’s Annual Information Form for the year ended December 31, 2022 and other continuous disclosure documents filed by MustGrow with the applicable securities regulatory authorities which are available at www.sedar.com. Readers are referred to such documents for more detailed information about MustGrow, which is subject to the qualifications, assumptions and notes set forth therein.

This release does not constitute an offer for sale of, nor a solicitation for offers to buy, any securities in the United States.

Neither the TSXV, nor their Regulation Services Provider (as that term is defined in the policies of the TSXV), nor the OTC Markets has approved the contents of this release or accepts responsibility for the adequacy or accuracy of this release.

© 2023 MustGrow Biologics Corp. All rights reserved.

Release – The GEO Group Reports Third Quarter 2023 Results

Research News and Market Data on GEO

 

November 7, 2023

PDF Version

BOCA RATON, Fla.–(BUSINESS WIRE)–Nov. 7, 2023– The GEO Group, Inc. (NYSE: GEO) (“GEO”), a leading provider of support services for secure facilities, processing centers, and reentry centers, as well as enhanced in-custody rehabilitation, post-release support, and electronic monitoring programs, reported today its financial results for the third quarter and first nine months of 2023.

Third Quarter 2023 Highlights

  • Total revenues of $602.8 million
  • Net Income of $24.5 million
  • Net Income Attributable to GEO of $0.16 per diluted share
  • Adjusted Net Income of $0.19 per diluted share
  • Adjusted EBITDA of $118.7 million
  • Reduced Total Net Debt by $109 million to approximately $1.8 billion

For the third quarter 2023, we reported net income of $24.5 million, compared to net income of $38.3 million for the third quarter 2022. We reported total revenues for the third quarter 2023 of $602.8 million compared to $616.7 million for the third quarter 2022. Third quarter 2023 results reflect a year-over-year increase of $13.0 million in net interest expense as a result of the completed transactions to address the substantial majority of our outstanding debt, which closed on August 19, 2022, as well as the impact of higher interest rates. We reported third quarter 2023 Adjusted EBITDA of $118.7 million, compared to $136.2 million for the third quarter 2022.

George C. Zoley, Executive Chairman of GEO, said, “Our diversified business units continued to deliver steady operational and financial performance. We have also made further progress towards our objective of reducing our net debt, which remains a strategic priority for our company. During the third quarter of 2023, we reduced our total net debt by $109 million, ending the period with approximately $1.8 billion in total net debt. We believe that our ongoing efforts to reduce debt and deleverage our balance sheet will enhance value for our shareholders over time.”

First Nine Months 2023 Highlights

  • Total revenues of $1.80 billion
  • Net Income of $82.0 million
  • Net Income Attributable to GEO of $0.55 per diluted share
  • Adjusted Net Income of $0.66 per diluted share
  • Adjusted EBITDA of $378.6 million

For the first nine months of 2023, we reported net income of $82.0 million, compared to net income of $130.2 million for the first nine months of 2022. We reported total revenues for the first nine months of 2023 of $1.80 billion compared to $1.76 billion for the first nine months of 2022.

Results for the first nine months of 2023 reflect a year-over-year increase of $66.2 million in net interest expense as a result of the completed transactions to address the substantial majority of our outstanding debt, which closed on August 19, 2022, as well as the impact of higher interest rates. For the first nine months of 2023, we reported Adjusted EBITDA of $378.6 million, compared to $393.7 million for the first nine months of 2022.

2023 Financial Guidance

Today, we updated our guidance for the full-year and fourth quarter of 2023 to reflect our updated expectations regarding the U.S. Department of Homeland Security’s Intensive Supervision and Appearance Program (“ISAP”).

Our previous guidance for the fourth quarter of 2023 assumed a moderate increase in ISAP participants during the quarter. While the ISAP participant count has remained relatively stable over the last three months, we have not experienced the moderate increase that was contemplated in our previous guidance. We believe that U.S. Immigration and Customs Enforcement (“ICE”) continues to face budgetary pressures, and the timing of the passage of federal appropriations bills for the fiscal year 2024 remains uncertain. As a result of these factors, we have updated our guidance assumptions and now assume for budget purposes that the ISAP participant count will be flat to slightly down for the balance of the year.

For the fourth quarter 2023, we expect GAAP Net Income to be in a range of $19 million to $24 million and quarterly revenues to be in a range of $590 million to $600 million. We expect fourth quarter 2023 Adjusted EBITDA to be in a range of $117 million to $122 million.

For the full-year 2023, we expect GAAP Net Income to be in a range of $100 million to $105 million on annual revenues of approximately $2.4 billion. We expect our full-year 2023 Adjusted EBITDA to be between $495 million and $500 million dollars. We expect our effective tax rate for the full-year 2023 to be approximately 29 percent, exclusive of any discrete items.

Our guidance does not include the potential reactivation of any of our remaining idle Secure Services facilities, which total approximately 9,000 beds.

Conference Call Information

We have scheduled a conference call and webcast for today at 11:00 AM (Eastern Time) to discuss our third quarter 2023 financial results as well as our outlook. The call-in number for the U.S. is 1-877-250-1553 and the international call-in number is 1-412-542-4145. In addition, a live audio webcast of the conference call may be accessed on the Webcasts section under the News, Events and Reports tab of GEO’s investor relations webpage at investors.geogroup.com. A replay of the webcast will be available on the website for one year. A telephonic replay of the conference call will be available through November 14, 2023, at 1-877-344-7529 (U.S.) and 1-412-317-0088 (International). The participant passcode for the telephonic replay is 4528594.

About The GEO Group

The GEO Group, Inc. (NYSE: GEO) is a leading diversified government service provider, specializing in design, financing, development, and support services for secure facilities, processing centers, and community reentry centers in the United States, Australia, South Africa, and the United Kingdom. GEO’s diversified services include enhanced in-custody rehabilitation and post-release support through the award-winning GEO Continuum of Care®, secure transportation, electronic monitoring, community-based programs, and correctional health and mental health care. GEO’s worldwide operations include the ownership and/or delivery of support services for 100 facilities totaling approximately 81,000 beds, including idle facilities and projects under development, with a workforce of up to approximately 18,000 employees.

Reconciliation Tables and Supplemental Information

GEO has made available Supplemental Information which contains reconciliation tables of Net Income Attributable to GEO to Adjusted Net Income, and Net Income to EBITDA and Adjusted EBITDA, along with supplemental financial and operational information on GEO’s business and other important operating metrics. The reconciliation tables are also presented herein. Please see the section below titled “Note to Reconciliation Tables and Supplemental Disclosure – Important Information on GEO’s Non-GAAP Financial Measures” for information on how GEO defines these supplemental Non-GAAP financial measures and reconciles them to the most directly comparable GAAP measures. GEO’s Reconciliation Tables can be found herein and in GEO’s Supplemental Information available on GEO’s investor webpage at investors.geogroup.com.

Note to Reconciliation Tables and Supplemental Disclosure –
Important Information on GEO’s Non-GAAP Financial Measures

Adjusted Net Income, EBITDA, and Adjusted EBITDA are non-GAAP financial measures that are presented as supplemental disclosures. GEO has presented herein certain forward-looking statements about GEO’s future financial performance that include non-GAAP financial measures, including Net Debt, Net Leverage, and Adjusted EBITDA. The determination of the amounts that are included or excluded from these non-GAAP financial measures is a matter of management judgment and depends upon, among other factors, the nature of the underlying expense or income amounts recognized in a given period.

While we have provided a high level reconciliation for the guidance ranges for full year 2023, we are unable to present a more detailed quantitative reconciliation of the forward-looking non-GAAP financial measures to their most directly comparable forward-looking GAAP financial measures because management cannot reliably predict all of the necessary components of such GAAP measures. The quantitative reconciliation of the forward-looking non-GAAP financial measures will be provided for completed annual and quarterly periods, as applicable, calculated in a consistent manner with the quantitative reconciliation of non-GAAP financial measures previously reported for completed annual and quarterly periods.

Net Debt is defined as gross principal debt less cash from restricted subsidiaries. Net Leverage is defined as Net Debt divided by Adjusted EBITDA.

EBITDA is defined as net income adjusted by adding provisions for income tax, interest expense, net of interest income, and depreciation and amortization. Adjusted EBITDA is defined as EBITDA adjusted for (gain)/loss on asset divestitures, pre-tax, net loss attributable to non-controlling interests, stock-based compensation expenses, pre-tax, transaction related expenses, pre-tax, other non-cash revenue and expenses, pre-tax, and certain other adjustments as defined from time to time.

Given the nature of our business as a real estate owner and operator, we believe that EBITDA and Adjusted EBITDA are helpful to investors as measures of our operational performance because they provide an indication of our ability to incur and service debt, to satisfy general operating expenses, to make capital expenditures, and to fund other cash needs or reinvest cash into our business.

We believe that by removing the impact of our asset base (primarily depreciation and amortization) and excluding certain non-cash charges, amounts spent on interest and taxes, and certain other charges that are highly variable from year to year, EBITDA and Adjusted EBITDA provide our investors with performance measures that reflect the impact to operations from trends in occupancy rates, per diem rates and operating costs, providing a perspective not immediately apparent from net income.

The adjustments we make to derive the non-GAAP measures of EBITDA and Adjusted EBITDA exclude items which may cause short-term fluctuations in income from continuing operations and which we do not consider to be the fundamental attributes or primary drivers of our business plan and they do not affect our overall long-term operating performance.

EBITDA and Adjusted EBITDA provide disclosure on the same basis as that used by our management and provide consistency in our financial reporting, facilitate internal and external comparisons of our historical operating performance and our business units and provide continuity to investors for comparability purposes.

Adjusted Net Income is defined as net income attributable to GEO adjusted for certain items which by their nature are not comparable from period to period or that tend to obscure GEO’s actual operating performance, including for the periods presented (gain)/loss on asset divestitures, pre-tax, (gain)/loss on the extinguishment of debt, pre-tax, transaction related expenses, pre-tax, and tax effect of adjustments to net income attributable to GEO.

Safe-Harbor Statement

This press release contains forward-looking statements regarding future events and future performance of GEO that involve risks and uncertainties that could materially and adversely affect actual results, including statements regarding GEO’s financial guidance for the full-year and fourth quarter of 2023, statements regarding GEO’s efforts to market its current idle facilities, GEO’s focus on reducing net debt, and GEO’s assumptions regarding the number of ISAP participants during the fourth quarter of 2023. Forward-looking statements generally can be identified by the use of forward-looking terminology such as “may,” “will,” “expect,” “anticipate,” “intend,” “plan,” “believe,” “seek,” “estimate,” or “continue” or the negative of such words and similar expressions. Risks and uncertainties that could cause actual results to vary from current expectations and forward-looking statements contained in this press release include, but are not limited to: (1) GEO’s ability to meet its financial guidance for 2023 given the various risks to which its business is exposed; (2) GEO’s ability to deleverage and repay, refinance or otherwise address its debt maturities in an amount and on terms commercially acceptable to GEO, and on the timeline it expects or at all; (3) GEO’s ability to identify and successfully complete any potential sales of company-owned assets and businesses on commercially advantageous terms on a timely basis, or at all; (4) changes in federal and state government policy, orders, directives, legislation and regulations that affect public-private partnerships with respect to secure, correctional and detention facilities, processing centers and reentry centers, including the timing and scope of implementation of President Biden’s Executive Order directing the U.S. Attorney General not to renew the U.S. Department of Justice contracts with privately operated criminal detention facilities; (5) changes in federal immigration policy; (6) public and political opposition to the use of public-private partnerships with respect to secure correctional and detention facilities, processing centers and reentry centers; (7) the magnitude, severity, and duration of the COVID-19 global pandemic, its impact on GEO, GEO’s ability to mitigate the risks associated with COVID-19, and the efficacy and distribution of COVID-19 vaccines; (8) GEO’s ability to sustain or improve company-wide occupancy rates at its facilities in light of the COVID-19 global pandemic and policy and contract announcements impacting GEO’s federal facilities in the United States; (9) fluctuations in GEO’s operating results, including as a result of contract terminations, contract renegotiations, changes in occupancy levels and increases in GEO’s operating costs; (10) general economic and market conditions, including changes to governmental budgets and its impact on new contract terms, contract renewals, renegotiations, per diem rates, fixed payment provisions, and occupancy levels; (11) GEO’s ability to address inflationary pressures related to labor related expenses and other operating costs; (12) GEO’s ability to timely open facilities as planned, profitably manage such facilities and successfully integrate such facilities into GEO’s operations without substantial costs; (13) GEO’s ability to win management contracts for which it has submitted proposals and to retain existing management contracts; (14) risks associated with GEO’s ability to control operating costs associated with contract start-ups; (15) GEO’s ability to successfully pursue growth and continue to create shareholder value; (16) GEO’s ability to obtain financing or access the capital markets in the future on acceptable terms or at all; and (17) other factors contained in GEO’s Securities and Exchange Commission periodic filings, including its Form 10-K, 10-Q and 8-K reports, many of which are difficult to predict and outside of GEO’s control.

Third quarter and first nine months of 2023 financial tables to follow:

  
Condensed Consolidated Balance Sheets* (Unaudited)
  
As of As of
September 30, 2023 December 31, 2022
(unaudited) (unaudited)
ASSETS 
  
Cash and cash equivalents$141,020 $95,073
Accounts receivable, less allowance for doubtful accounts356,501 416,399
Prepaid expenses and other current assets41,138 43,536
Total current assets$538,659 $555,008
  
Restricted Cash and Investments130,729 111,691
Property and Equipment, Net1,951,524 2,002,021
Operating Lease Right-of-Use Assets, Net106,552 90,950
Assets Held for Sale5,130 480
Deferred Income Tax Assets8,005 8,005
Intangible Assets, Net (including goodwill)893,449 902,887
Other Non-Current Assets90,335 89,341
  
Total Assets$3,724,383 $3,760,383
  
LIABILITIES AND SHAREHOLDERS’ EQUITY 
  
Accounts payable$66,758 $79,312
Accrued payroll and related taxes78,568 53,225
Accrued expenses and other current liabilities200,187 237,369
Operating lease liabilities, current portion24,506 22,584
Current portion of finance lease obligations, and long-term debt63,307 44,722
Total current liabilities$433,326 $437,212
  
Deferred Income Tax Liabilities75,849 75,849
Other Non-Current Liabilities79,797 74,008
Operating Lease Liabilities86,849 73,801
Finance Lease Liabilities740 1,280
Long-Term Debt1,789,273 1,933,145
Total Shareholders’ Equity1,258,549 1,165,088
  
Total Liabilities and Shareholders’ Equity$3,724,383 $3,760,383
  
* all figures in ‘000s 
 
Condensed Consolidated Statements of Operations* (Unaudited)
 
Q3 2023Q3 2022YTD 2023YTD 2022
(unaudited)(unaudited)(unaudited)(unaudited)
 
Revenues$602,785 $616,683 $1,804,885 $1,756,045 
Operating expenses440,667 436,210 1,302,287 1,233,162 
Depreciation and amortization31,173 32,330 94,787 100,284 
General and administrative expenses47,356 50,022 139,182 147,878 
 
 
Operating income83,589 98,121 268,629 274,721 
 
Interest income1,320 5,111 3,785 16,301 
Interest expense(55,777)(46,537)(165,081)(111,383)
Loss on extinguishment of debt(91)(37,487)(1,845)(37,487)
Gain on asset divestitures1,274 29,279 3,449 32,332 
 
Income before income taxes and equity in earnings of affiliates30,315 48,487 108,937 174,484 
 
Provision for income taxes6,521 11,246 30,036 48,106 
Equity in earnings of affiliates, net of income tax provision709 1,071 3,121 3,786 
Net income24,503 38,312 82,022 130,164 
 
Less: Net loss attributable to noncontrolling interests16 25 71 119 
 
Net income attributable to The GEO Group, Inc.$24,519 $38,337 $82,093 $130,283 
 
 
Weighted Average Common Shares Outstanding:
Basic122,066 121,154 121,850 120,998 
Diluted123,433 122,426 123,479 121,907 
 
Net income per Common Share Attributable to The GEO Group, Inc.** :
 
Basic:
Net income per share — basic$0.17 $0.26 $0.56 $0.89 
 
Diluted:
Net income per share — diluted$0.16 $0.26 $0.55 $0.89 
 
* All figures in ‘000s, except per share data
** In accordance with U.S. GAAP, diluted earnings per share attributable to GEO available to common stockholders is calculated under the if-converted method or the two-class method, whichever calculation results in the lowest diluted earnings per share amount, which may be lower than Adjusted Net Income Per Diluted Share.
    
Reconciliation of Net Income to EBITDA and Adjusted EBITDA, and Net Income Attributable to GEO to Adjusted Net Income* (Unaudited)
    
Q3 2023 Q3 2022 YTD 2023 YTD 2022
(unaudited) (unaudited) (unaudited) (unaudited)
Net Income$24,503  $38,312  $82,022  $130,164 
    
Add:   
Income tax provision **6,588  11,435  30,617  48,570 
Interest expense, net of interest income ***54,548  78,913  163,141  132,569 
Depreciation and amortization31,173  32,330  94,787  100,284 
EBITDA$116,812  $160,990  $370,567  $411,587 
    
Add (Subtract):   
Gain on asset divestitures, pre-tax(1,274) (29,279) (3,449) (32,332)
Net loss attributable to noncontrolling interests16  25  71  119 
Stock based compensation expenses, pre-tax3,116  3,141  12,052  13,010 
Transaction related expenses, pre-tax  1,322    1,322 
Other non-cash revenue & expenses, pre-tax    (687)  
Adjusted EBITDA$118,670  $136,199  $378,554  $393,706 
    
    
    
    
Net Income attributable to GEO$24,519  $38,337  $82,093  $130,283 
    
Add (Subtract):   
Gain on asset divestitures, pre-tax(1,274) (29,279) (3,449) (32,958)
Loss on extinguishment of debt, pre-tax91  37,487  1,845  37,487 
Transaction related expenses, pre-tax  1,322    1,322 
Tax effect of adjustment to net income attributable to GEO (1)297  (7,697) 403  (6,772)
    
Adjusted Net Income$23,633  $40,170  $80,892  $129,362 
    
Weighted average common shares outstanding – Diluted123,433  122,426  123,479  121,907 
    
Adjusted Net Income per Diluted share0.19  0.33  0.66  1.06 
    
* all figures in ‘000s, except per share data
** including income tax provision on equity in earnings of affiliates
*** includes loss on extinguishment of debt
(1) Tax adjustment related to gain on asset divestitures and loss on extinguishment of debt.
    
 
2023 Outlook/Reconciliation (1) (In thousands, except per share data) (Unaudited)
 
FY 2023
Net Income$100,000 to$105,000 
Net Interest Expense 217,000  217,000 
Income Taxes (including income tax provision on equity in earnings of affiliates) 40,000  40,000 
Depreciation and Amortization 127,000  127,000 
Non-Cash Stock Based Compensation 15,700  15,700 
Other Non-Cash (4,700) (4,700)
Adjusted EBITDA$495,000 to$500,000 
 
Net Income Attributable to GEO Per Diluted Share$0.80 to$0.85 
Weighted Average Common Shares Outstanding-Diluted 123,500 to 123,500 
 
 
 
CAPEX
Growth 9,000 to 10,000 
Technology 16,000 to 20,000 
Facility Maintenance 45,000 to 50,000 
Capital Expenditures 70,000 to 80,000 
 
Total Debt, Net$1,820,000 $1,780,000 
Total Leverage, Net 3.66  3.58 
 
(1) Total Net Leverage is calculated using the midpoint of Adjusted EBITDA guidance range.

Pablo E. Paez (866) 301 4436
Executive Vice President, Corporate Relations

Source: The G

 

November 7, 2023

PDF Version

BOCA RATON, Fla.–(BUSINESS WIRE)–Nov. 7, 2023– The GEO Group, Inc. (NYSE: GEO) (“GEO”), a leading provider of support services for secure facilities, processing centers, and reentry centers, as well as enhanced in-custody rehabilitation, post-release support, and electronic monitoring programs, reported today its financial results for the third quarter and first nine months of 2023.

Third Quarter 2023 Highlights

  • Total revenues of $602.8 million
  • Net Income of $24.5 million
  • Net Income Attributable to GEO of $0.16 per diluted share
  • Adjusted Net Income of $0.19 per diluted share
  • Adjusted EBITDA of $118.7 million
  • Reduced Total Net Debt by $109 million to approximately $1.8 billion

For the third quarter 2023, we reported net income of $24.5 million, compared to net income of $38.3 million for the third quarter 2022. We reported total revenues for the third quarter 2023 of $602.8 million compared to $616.7 million for the third quarter 2022. Third quarter 2023 results reflect a year-over-year increase of $13.0 million in net interest expense as a result of the completed transactions to address the substantial majority of our outstanding debt, which closed on August 19, 2022, as well as the impact of higher interest rates. We reported third quarter 2023 Adjusted EBITDA of $118.7 million, compared to $136.2 million for the third quarter 2022.

George C. Zoley, Executive Chairman of GEO, said, “Our diversified business units continued to deliver steady operational and financial performance. We have also made further progress towards our objective of reducing our net debt, which remains a strategic priority for our company. During the third quarter of 2023, we reduced our total net debt by $109 million, ending the period with approximately $1.8 billion in total net debt. We believe that our ongoing efforts to reduce debt and deleverage our balance sheet will enhance value for our shareholders over time.”

First Nine Months 2023 Highlights

  • Total revenues of $1.80 billion
  • Net Income of $82.0 million
  • Net Income Attributable to GEO of $0.55 per diluted share
  • Adjusted Net Income of $0.66 per diluted share
  • Adjusted EBITDA of $378.6 million

For the first nine months of 2023, we reported net income of $82.0 million, compared to net income of $130.2 million for the first nine months of 2022. We reported total revenues for the first nine months of 2023 of $1.80 billion compared to $1.76 billion for the first nine months of 2022.

Results for the first nine months of 2023 reflect a year-over-year increase of $66.2 million in net interest expense as a result of the completed transactions to address the substantial majority of our outstanding debt, which closed on August 19, 2022, as well as the impact of higher interest rates. For the first nine months of 2023, we reported Adjusted EBITDA of $378.6 million, compared to $393.7 million for the first nine months of 2022.

2023 Financial Guidance

Today, we updated our guidance for the full-year and fourth quarter of 2023 to reflect our updated expectations regarding the U.S. Department of Homeland Security’s Intensive Supervision and Appearance Program (“ISAP”).

Our previous guidance for the fourth quarter of 2023 assumed a moderate increase in ISAP participants during the quarter. While the ISAP participant count has remained relatively stable over the last three months, we have not experienced the moderate increase that was contemplated in our previous guidance. We believe that U.S. Immigration and Customs Enforcement (“ICE”) continues to face budgetary pressures, and the timing of the passage of federal appropriations bills for the fiscal year 2024 remains uncertain. As a result of these factors, we have updated our guidance assumptions and now assume for budget purposes that the ISAP participant count will be flat to slightly down for the balance of the year.

For the fourth quarter 2023, we expect GAAP Net Income to be in a range of $19 million to $24 million and quarterly revenues to be in a range of $590 million to $600 million. We expect fourth quarter 2023 Adjusted EBITDA to be in a range of $117 million to $122 million.

For the full-year 2023, we expect GAAP Net Income to be in a range of $100 million to $105 million on annual revenues of approximately $2.4 billion. We expect our full-year 2023 Adjusted EBITDA to be between $495 million and $500 million dollars. We expect our effective tax rate for the full-year 2023 to be approximately 29 percent, exclusive of any discrete items.

Our guidance does not include the potential reactivation of any of our remaining idle Secure Services facilities, which total approximately 9,000 beds.

Conference Call Information

We have scheduled a conference call and webcast for today at 11:00 AM (Eastern Time) to discuss our third quarter 2023 financial results as well as our outlook. The call-in number for the U.S. is 1-877-250-1553 and the international call-in number is 1-412-542-4145. In addition, a live audio webcast of the conference call may be accessed on the Webcasts section under the News, Events and Reports tab of GEO’s investor relations webpage at investors.geogroup.com. A replay of the webcast will be available on the website for one year. A telephonic replay of the conference call will be available through November 14, 2023, at 1-877-344-7529 (U.S.) and 1-412-317-0088 (International). The participant passcode for the telephonic replay is 4528594.

About The GEO Group

The GEO Group, Inc. (NYSE: GEO) is a leading diversified government service provider, specializing in design, financing, development, and support services for secure facilities, processing centers, and community reentry centers in the United States, Australia, South Africa, and the United Kingdom. GEO’s diversified services include enhanced in-custody rehabilitation and post-release support through the award-winning GEO Continuum of Care®, secure transportation, electronic monitoring, community-based programs, and correctional health and mental health care. GEO’s worldwide operations include the ownership and/or delivery of support services for 100 facilities totaling approximately 81,000 beds, including idle facilities and projects under development, with a workforce of up to approximately 18,000 employees.

Reconciliation Tables and Supplemental Information

GEO has made available Supplemental Information which contains reconciliation tables of Net Income Attributable to GEO to Adjusted Net Income, and Net Income to EBITDA and Adjusted EBITDA, along with supplemental financial and operational information on GEO’s business and other important operating metrics. The reconciliation tables are also presented herein. Please see the section below titled “Note to Reconciliation Tables and Supplemental Disclosure – Important Information on GEO’s Non-GAAP Financial Measures” for information on how GEO defines these supplemental Non-GAAP financial measures and reconciles them to the most directly comparable GAAP measures. GEO’s Reconciliation Tables can be found herein and in GEO’s Supplemental Information available on GEO’s investor webpage at investors.geogroup.com.

Note to Reconciliation Tables and Supplemental Disclosure –
Important Information on GEO’s Non-GAAP Financial Measures

Adjusted Net Income, EBITDA, and Adjusted EBITDA are non-GAAP financial measures that are presented as supplemental disclosures. GEO has presented herein certain forward-looking statements about GEO’s future financial performance that include non-GAAP financial measures, including Net Debt, Net Leverage, and Adjusted EBITDA. The determination of the amounts that are included or excluded from these non-GAAP financial measures is a matter of management judgment and depends upon, among other factors, the nature of the underlying expense or income amounts recognized in a given period.

While we have provided a high level reconciliation for the guidance ranges for full year 2023, we are unable to present a more detailed quantitative reconciliation of the forward-looking non-GAAP financial measures to their most directly comparable forward-looking GAAP financial measures because management cannot reliably predict all of the necessary components of such GAAP measures. The quantitative reconciliation of the forward-looking non-GAAP financial measures will be provided for completed annual and quarterly periods, as applicable, calculated in a consistent manner with the quantitative reconciliation of non-GAAP financial measures previously reported for completed annual and quarterly periods.

Net Debt is defined as gross principal debt less cash from restricted subsidiaries. Net Leverage is defined as Net Debt divided by Adjusted EBITDA.

EBITDA is defined as net income adjusted by adding provisions for income tax, interest expense, net of interest income, and depreciation and amortization. Adjusted EBITDA is defined as EBITDA adjusted for (gain)/loss on asset divestitures, pre-tax, net loss attributable to non-controlling interests, stock-based compensation expenses, pre-tax, transaction related expenses, pre-tax, other non-cash revenue and expenses, pre-tax, and certain other adjustments as defined from time to time.

Given the nature of our business as a real estate owner and operator, we believe that EBITDA and Adjusted EBITDA are helpful to investors as measures of our operational performance because they provide an indication of our ability to incur and service debt, to satisfy general operating expenses, to make capital expenditures, and to fund other cash needs or reinvest cash into our business.

We believe that by removing the impact of our asset base (primarily depreciation and amortization) and excluding certain non-cash charges, amounts spent on interest and taxes, and certain other charges that are highly variable from year to year, EBITDA and Adjusted EBITDA provide our investors with performance measures that reflect the impact to operations from trends in occupancy rates, per diem rates and operating costs, providing a perspective not immediately apparent from net income.

The adjustments we make to derive the non-GAAP measures of EBITDA and Adjusted EBITDA exclude items which may cause short-term fluctuations in income from continuing operations and which we do not consider to be the fundamental attributes or primary drivers of our business plan and they do not affect our overall long-term operating performance.

EBITDA and Adjusted EBITDA provide disclosure on the same basis as that used by our management and provide consistency in our financial reporting, facilitate internal and external comparisons of our historical operating performance and our business units and provide continuity to investors for comparability purposes.

Adjusted Net Income is defined as net income attributable to GEO adjusted for certain items which by their nature are not comparable from period to period or that tend to obscure GEO’s actual operating performance, including for the periods presented (gain)/loss on asset divestitures, pre-tax, (gain)/loss on the extinguishment of debt, pre-tax, transaction related expenses, pre-tax, and tax effect of adjustments to net income attributable to GEO.

Safe-Harbor Statement

This press release contains forward-looking statements regarding future events and future performance of GEO that involve risks and uncertainties that could materially and adversely affect actual results, including statements regarding GEO’s financial guidance for the full-year and fourth quarter of 2023, statements regarding GEO’s efforts to market its current idle facilities, GEO’s focus on reducing net debt, and GEO’s assumptions regarding the number of ISAP participants during the fourth quarter of 2023. Forward-looking statements generally can be identified by the use of forward-looking terminology such as “may,” “will,” “expect,” “anticipate,” “intend,” “plan,” “believe,” “seek,” “estimate,” or “continue” or the negative of such words and similar expressions. Risks and uncertainties that could cause actual results to vary from current expectations and forward-looking statements contained in this press release include, but are not limited to: (1) GEO’s ability to meet its financial guidance for 2023 given the various risks to which its business is exposed; (2) GEO’s ability to deleverage and repay, refinance or otherwise address its debt maturities in an amount and on terms commercially acceptable to GEO, and on the timeline it expects or at all; (3) GEO’s ability to identify and successfully complete any potential sales of company-owned assets and businesses on commercially advantageous terms on a timely basis, or at all; (4) changes in federal and state government policy, orders, directives, legislation and regulations that affect public-private partnerships with respect to secure, correctional and detention facilities, processing centers and reentry centers, including the timing and scope of implementation of President Biden’s Executive Order directing the U.S. Attorney General not to renew the U.S. Department of Justice contracts with privately operated criminal detention facilities; (5) changes in federal immigration policy; (6) public and political opposition to the use of public-private partnerships with respect to secure correctional and detention facilities, processing centers and reentry centers; (7) the magnitude, severity, and duration of the COVID-19 global pandemic, its impact on GEO, GEO’s ability to mitigate the risks associated with COVID-19, and the efficacy and distribution of COVID-19 vaccines; (8) GEO’s ability to sustain or improve company-wide occupancy rates at its facilities in light of the COVID-19 global pandemic and policy and contract announcements impacting GEO’s federal facilities in the United States; (9) fluctuations in GEO’s operating results, including as a result of contract terminations, contract renegotiations, changes in occupancy levels and increases in GEO’s operating costs; (10) general economic and market conditions, including changes to governmental budgets and its impact on new contract terms, contract renewals, renegotiations, per diem rates, fixed payment provisions, and occupancy levels; (11) GEO’s ability to address inflationary pressures related to labor related expenses and other operating costs; (12) GEO’s ability to timely open facilities as planned, profitably manage such facilities and successfully integrate such facilities into GEO’s operations without substantial costs; (13) GEO’s ability to win management contracts for which it has submitted proposals and to retain existing management contracts; (14) risks associated with GEO’s ability to control operating costs associated with contract start-ups; (15) GEO’s ability to successfully pursue growth and continue to create shareholder value; (16) GEO’s ability to obtain financing or access the capital markets in the future on acceptable terms or at all; and (17) other factors contained in GEO’s Securities and Exchange Commission periodic filings, including its Form 10-K, 10-Q and 8-K reports, many of which are difficult to predict and outside of GEO’s control.

Third quarter and first nine months of 2023 financial tables to follow:

  
Condensed Consolidated Balance Sheets* (Unaudited)
  
As of As of
September 30, 2023 December 31, 2022
(unaudited) (unaudited)
ASSETS 
  
Cash and cash equivalents$141,020 $95,073
Accounts receivable, less allowance for doubtful accounts356,501 416,399
Prepaid expenses and other current assets41,138 43,536
Total current assets$538,659 $555,008
  
Restricted Cash and Investments130,729 111,691
Property and Equipment, Net1,951,524 2,002,021
Operating Lease Right-of-Use Assets, Net106,552 90,950
Assets Held for Sale5,130 480
Deferred Income Tax Assets8,005 8,005
Intangible Assets, Net (including goodwill)893,449 902,887
Other Non-Current Assets90,335 89,341
  
Total Assets$3,724,383 $3,760,383
  
LIABILITIES AND SHAREHOLDERS’ EQUITY 
  
Accounts payable$66,758 $79,312
Accrued payroll and related taxes78,568 53,225
Accrued expenses and other current liabilities200,187 237,369
Operating lease liabilities, current portion24,506 22,584
Current portion of finance lease obligations, and long-term debt63,307 44,722
Total current liabilities$433,326 $437,212
  
Deferred Income Tax Liabilities75,849 75,849
Other Non-Current Liabilities79,797 74,008
Operating Lease Liabilities86,849 73,801
Finance Lease Liabilities740 1,280
Long-Term Debt1,789,273 1,933,145
Total Shareholders’ Equity1,258,549 1,165,088
  
Total Liabilities and Shareholders’ Equity$3,724,383 $3,760,383
  
* all figures in ‘000s 
 
Condensed Consolidated Statements of Operations* (Unaudited)
 
Q3 2023Q3 2022YTD 2023YTD 2022
(unaudited)(unaudited)(unaudited)(unaudited)
 
Revenues$602,785 $616,683 $1,804,885 $1,756,045 
Operating expenses440,667 436,210 1,302,287 1,233,162 
Depreciation and amortization31,173 32,330 94,787 100,284 
General and administrative expenses47,356 50,022 139,182 147,878 
 
 
Operating income83,589 98,121 268,629 274,721 
 
Interest income1,320 5,111 3,785 16,301 
Interest expense(55,777)(46,537)(165,081)(111,383)
Loss on extinguishment of debt(91)(37,487)(1,845)(37,487)
Gain on asset divestitures1,274 29,279 3,449 32,332 
 
Income before income taxes and equity in earnings of affiliates30,315 48,487 108,937 174,484 
 
Provision for income taxes6,521 11,246 30,036 48,106 
Equity in earnings of affiliates, net of income tax provision709 1,071 3,121 3,786 
Net income24,503 38,312 82,022 130,164 
 
Less: Net loss attributable to noncontrolling interests16 25 71 119 
 
Net income attributable to The GEO Group, Inc.$24,519 $38,337 $82,093 $130,283 
 
 
Weighted Average Common Shares Outstanding:
Basic122,066 121,154 121,850 120,998 
Diluted123,433 122,426 123,479 121,907 
 
Net income per Common Share Attributable to The GEO Group, Inc.** :
 
Basic:
Net income per share — basic$0.17 $0.26 $0.56 $0.89 
 
Diluted:
Net income per share — diluted$0.16 $0.26 $0.55 $0.89 
 
* All figures in ‘000s, except per share data
** In accordance with U.S. GAAP, diluted earnings per share attributable to GEO available to common stockholders is calculated under the if-converted method or the two-class method, whichever calculation results in the lowest diluted earnings per share amount, which may be lower than Adjusted Net Income Per Diluted Share.
    
Reconciliation of Net Income to EBITDA and Adjusted EBITDA, and Net Income Attributable to GEO to Adjusted Net Income* (Unaudited)
    
Q3 2023 Q3 2022 YTD 2023 YTD 2022
(unaudited) (unaudited) (unaudited) (unaudited)
Net Income$24,503  $38,312  $82,022  $130,164 
    
Add:   
Income tax provision **6,588  11,435  30,617  48,570 
Interest expense, net of interest income ***54,548  78,913  163,141  132,569 
Depreciation and amortization31,173  32,330  94,787  100,284 
EBITDA$116,812  $160,990  $370,567  $411,587 
    
Add (Subtract):   
Gain on asset divestitures, pre-tax(1,274) (29,279) (3,449) (32,332)
Net loss attributable to noncontrolling interests16  25  71  119 
Stock based compensation expenses, pre-tax3,116  3,141  12,052  13,010 
Transaction related expenses, pre-tax  1,322    1,322 
Other non-cash revenue & expenses, pre-tax    (687)  
Adjusted EBITDA$118,670  $136,199  $378,554  $393,706 
    
    
    
    
Net Income attributable to GEO$24,519  $38,337  $82,093  $130,283 
    
Add (Subtract):   
Gain on asset divestitures, pre-tax(1,274) (29,279) (3,449) (32,958)
Loss on extinguishment of debt, pre-tax91  37,487  1,845  37,487 
Transaction related expenses, pre-tax  1,322    1,322 
Tax effect of adjustment to net income attributable to GEO (1)297  (7,697) 403  (6,772)
    
Adjusted Net Income$23,633  $40,170  $80,892  $129,362 
    
Weighted average common shares outstanding – Diluted123,433  122,426  123,479  121,907 
    
Adjusted Net Income per Diluted share0.19  0.33  0.66  1.06 
    
* all figures in ‘000s, except per share data
** including income tax provision on equity in earnings of affiliates
*** includes loss on extinguishment of debt
(1) Tax adjustment related to gain on asset divestitures and loss on extinguishment of debt.
    
 
2023 Outlook/Reconciliation (1) (In thousands, except per share data) (Unaudited)
 
FY 2023
Net Income$100,000 to$105,000 
Net Interest Expense 217,000  217,000 
Income Taxes (including income tax provision on equity in earnings of affiliates) 40,000  40,000 
Depreciation and Amortization 127,000  127,000 
Non-Cash Stock Based Compensation 15,700  15,700 
Other Non-Cash (4,700) (4,700)
Adjusted EBITDA$495,000 to$500,000 
 
Net Income Attributable to GEO Per Diluted Share$0.80 to$0.85 
Weighted Average Common Shares Outstanding-Diluted 123,500 to 123,500 
 
 
 
CAPEX
Growth 9,000 to 10,000 
Technology 16,000 to 20,000 
Facility Maintenance 45,000 to 50,000 
Capital Expenditures 70,000 to 80,000 
 
Total Debt, Net$1,820,000 $1,780,000 
Total Leverage, Net 3.66  3.58 
 
(1) Total Net Leverage is calculated using the midpoint of Adjusted EBITDA guidance range.

Pablo E. Paez (866) 301 4436
Executive Vice President, Corporate Relations

Source: The GEO Group, Inc.

EO Group, Inc.

Release – CoreCivic Reports Third Quarter 2023 Financial Results

Research News and Market Data on CXW

November 6, 2023

PDF Version

Meets Robust Growth in Customer Demand

BRENTWOOD, Tenn., Nov. 06, 2023 (GLOBE NEWSWIRE) — CoreCivic, Inc. (NYSE: CXW) (the Company) announced today its financial results for the third quarter of 2023.

Damon T. Hininger, CoreCivic’s President and Chief Executive Officer, said, “We are pleased with our third quarter results, and are optimistic that the post-pandemic environment will continue to result in increasing opportunities to serve our government partners. Federal, state, and local government agencies are experiencing an increase in the need for the solutions that we provide.”

Hininger continued, “We also continue to execute on our capital allocation strategy, repaying nearly $140 million of debt net of the change in cash so far this year, and reducing leverage, measured by net debt to EBITDA, to 2.8x using the trailing twelve months. Our debt reduction strategy has contributed to a meaningful reduction to interest expense from the prior year, despite an increasing interest rate environment. The amendment and extension of our bank credit facility obtained subsequent to quarter-end, which included an increase in size and an extension of the maturity to 2028, provides us with additional flexibility to execute on our long-term capital allocation strategy, including share repurchases.”

Financial Highlights – Third Quarter 2023

  • Total revenue of $483.7 million
    • CoreCivic Safety revenue of $443.3 million
    • CoreCivic Community revenue of $29.8 million
    • CoreCivic Properties revenue of $10.5 million
  • Net Income of $13.9 million
  • Diluted earnings per share of $0.12
  • Adjusted Diluted EPS of $0.14
  • Normalized Funds From Operations per diluted share of $0.35
  • Adjusted EBITDA of $75.2 million

Third Quarter 2023 Financial Results Compared With Third Quarter 2022

Net income in the third quarter of 2023 totaled $13.9 million, or $0.12 per diluted share, compared with net income in the third quarter of 2022 of $68.3 million, or $0.58 per diluted share. Among other special items, net income in the prior year quarter included gains on sales of real estate assets of $83.8 million, or $0.53 per share, including a $77.5 million gain on the sale of our McRae Correctional Facility. Adjusted for special items, adjusted net income in the third quarter of 2023 was $15.6 million, or $0.14 per diluted share (Adjusted Diluted EPS), compared with adjusted net income in the third quarter of 2022 of $9.7 million, or $0.08 per diluted share, representing a per share increase of 75%. Special items for each period are presented in detail in the calculation of Adjusted Net Income and Adjusted Diluted EPS in the Supplemental Financial Information following the financial statements presented herein.

The $0.06 per share increase in Adjusted Diluted EPS primarily resulted from higher federal and state populations, combined with lower interest expense resulting from our debt reduction strategy. These earnings increases were partially offset by the expiration of our contract with the Federal Bureau of Prisons (BOP) at the McRae Correctional Facility on November 30, 2022, and the lease with the Oklahoma Department of Corrections (ODC) at our North Fork Correctional Facility on June 30, 2023. We sold the McRae facility to the state of Georgia in August 2022, but continued to lease the facility so that we could fulfill our obligations to the BOP through the expiration date of the contract.

While we continue to experience ongoing labor market pressures and continue to incur temporary incentives and related incremental operating expenses at certain facilities, we have achieved notable improvements in our attraction and retention rates as a result of our staffing strategies and due to an overall improvement in the hiring environment. We believe the investments in our staffing have positioned us to manage the increased number of residents we have begun to experience now that the remaining occupancy restrictions caused by the COVID-19 pandemic have been removed, most notably Title 42, which ended May 11, 2023. Under Title 42, asylum-seekers and anyone crossing the border without proper documentation or authority were denied entry at the United States border in an effort to contain the spread of COVID-19. Since May 11, 2023 through September 25, 2023, the number of individuals in the custody of U.S. Immigration and Customs Enforcement (ICE) has increased 66%. Since May 11, 2023 through September 30, 2023, ICE detention populations within our facilities have increased by 4,729, or 84%, which we believe was possible, in part, because of our investments in staffing.

Earnings before interest, taxes, depreciation and amortization (EBITDA) was $72.8 million in the third quarter of 2023, compared with $147.9 million in the third quarter of 2022. Adjusted EBITDA, which excludes special items, was $75.2 million in the third quarter of 2023, compared with $68.4 million in the third quarter of 2022, an increase of 10.0%. The increase in Adjusted EBITDA was attributable to an increase in occupancy, combined with a general reduction in temporary staffing incentives, partially offset by the expiration of the contract with the BOP at the McRae facility and the lease with the ODC at the North Fork facility. The contract expirations at the McRae and North Fork facilities resulted in an aggregate reduction to EBITDA of $4.8 million from the third quarter of 2022.

Funds From Operations (FFO) was $38.5 million, or $0.34 per diluted share, in the third quarter of 2023, compared to $33.3 million, or $0.28 per diluted share, in the third quarter of 2022. Normalized FFO, which excludes special items, was $40.5 million, or $0.35 per diluted share, in the third quarter of 2023, compared with $33.9 million, or $0.29 per diluted share, in the third quarter of 2022, representing an increase in Normalized FFO per share of 21%. Normalized FFO was impacted by the same factors that affected Adjusted EBITDA, further improved by a reduction in interest expense as a result of our debt reduction strategy that isn’t reflected in Adjusted EBITDA.

Adjusted Net Income, EBITDA, Adjusted EBITDA, FFO, and Normalized FFO, and, where appropriate, their corresponding per share amounts, are measures calculated and presented on the basis of methodologies other than in accordance with generally accepted accounting principles (GAAP). Please refer to the Supplemental Financial Information and the note following the financial statements herein for further discussion and reconciliations of these measures to net income, the most directly comparable GAAP measure.

Business Updates

Capital Strategy

Debt Repayments. We continued to make progress on our debt reduction strategy, increasing our total debt repaid for the nine months ended September 30, 2023, to $137.7 million, net of the change in cash, including $65.0 million during the third quarter of 2023. We have no debt maturities until April 2026 when our 8.25% Senior Notes, which have an outstanding principal balance of $593.1 million, are scheduled to mature.

Amendment and Extension of Bank Credit Facility. On October 11, 2023, we entered into a Fourth Amended and Restated Credit Agreement (New Bank Credit Facility) in an aggregate amount of $400.0 million, effectively replacing our Third Amended and Restated Credit Agreement dated May 12, 2022, which was an aggregate amount of $350.0 million. The New Bank Credit Facility, among other things, increases the available borrowings under the revolving credit facility from $250.0 million to $275.0 million and increases the size of the term loan from an initial balance of $100.0 million to $125.0 million, extends the maturity date to October 11, 2028 from May 12, 2026, and makes conforming changes to replace the Bloomberg Short-Term Bank Yield Index to the Secured Overnight Financing Rate. Further, financial covenants were modified to remove the $100.0 million limit of netting unrestricted cash and cash equivalents when calculating the consolidated total leverage ratio and the consolidated secured leverage ratio. At the closing of the New Bank Credit Facility, we received $33.8 million of net borrowings before transaction costs as a result of the increased size of the term loan, and the revolving credit facility remains undrawn, except for $17.4 million in outstanding letters of credit.

Share Repurchases. On May 12, 2022, our Board of Directors approved a share repurchase program authorizing the Company to repurchase up to $150.0 million of our common stock. On August 2, 2022, our Board of Directors authorized an increase in our share repurchase program of up to an additional $75.0 million in shares of our common stock, or a total of up to $225.0 million. During the nine months ended September 30, 2023, we repurchased 2.6 million shares of our common stock, at an aggregate purchase price of $25.6 million, excluding fees, commissions and other costs related to the repurchases. Since the share repurchase program was authorized, through September 30, 2023, we have repurchased a total of 9.2 million shares at an aggregate price of $100.1 million, excluding fees, commissions and other costs related to the repurchases. We did not repurchase any shares of our common stock during the third quarter of 2023.

As of September 30, 2023, we had $124.9 million remaining under the share repurchase program authorized by the Board of Directors. Additional repurchases of common stock will be made in accordance with applicable securities laws and may be made at management’s discretion within parameters set by the Board of Directors from time to time in the open market, through privately negotiated transactions, or otherwise. The share repurchase program has no time limit and does not obligate us to purchase any particular amount of our common stock. The authorization for the share repurchase program may be terminated, suspended, increased or decreased by our Board of Directors in its discretion at any time.

New Management Contracts

New Management Contract With Hinds County, Mississippi. On September 25, 2023, we announced that we signed a new management contract with Hinds County, Mississippi for up to 250 adult male pre-trial detainees at our 2,672-bed Tallahatchie County Correctional Facility in Tutwiler, Mississippi. The initial contract term is for two years, which may be extended for an additional year upon mutual agreement. We currently care for approximately 200 residents from Hinds County at the Tallahatchie facility, in addition to over 400 residents from the U.S. Marshals Service, Vermont, South Carolina, the U.S. Virgin Islands, and Tallahatchie County.

Intent to Award New Management Contract From State of Montana. On October 11, 2023, we were notified by the state of Montana of its intent to award us a new management contract for up to 120 inmates at our 1,896-bed Saguaro Correctional Facility in Eloy, Arizona. We expect to execute the contract in the short-term and begin accepting residents from Montana later in the fourth quarter of 2023. We currently care for approximately 875 residents from Hawaii and nearly 600 residents from the state of Idaho at the Saguaro Correctional Facility. We also manage the fully occupied company-owned Crossroads Correctional Center in Shelby, Montana for the State pursuant to a separate management contract.

2023 Financial Guidance

Based on current business conditions, we are providing the following update to our financial guidance for the full year 2023:

 Guidance
Full Year 2023
Prior Guidance
Full Year 2023
• Net income$58.7 million to $64.9 million$58.4 million to $66.4 million
• Adjusted net income$62.3 million to $68.5 million$59.5 million to $67.5 million
• Diluted EPS$0.51 to $0.57$0.51 to $0.58
• Adjusted Diluted EPS$0.54 to $0.60$0.52 to $0.59
• FFO per diluted share$1.37 to $1.43$1.36 to $1.44
• Normalized FFO per diluted share$1.40 to $1.46$1.37 to $1.45
• EBITDA$298.8 million to $303.0 million$297.0 million to $303.0 million
• Adjusted EBITDA$302.5 million to $306.8 million$297.3 million to $303.3 million


During 2023, we expect to invest $66.0 million to $69.0 million in capital expenditures, consisting of $36.0 million to $37.0 million in maintenance capital expenditures on real estate assets, $25.0 million to $26.0 million for maintenance capital expenditures on other assets and information technology, and $5.0 million to $6.0 million for other capital investments.

Supplemental Financial Information and Investor Presentations

We have made available on our website supplemental financial information and other data for the third quarter of 2023. Interested parties may access this information through our website at http://ir.corecivic.com/ under “Financial Information” of the Investors section. We do not undertake any obligation and disclaim any duties to update any of the information disclosed in this report.

Management may meet with investors from time to time during the fourth quarter of 2023. Written materials used in the investor presentations will also be available on our website beginning on or about November 29, 2023. Interested parties may access this information through our website at http://ir.corecivic.com/ under “Events & Presentations” of the Investors section.

Conference Call, Webcast and Replay Information

We will host a webcast conference call at 11:00 a.m. central time (12:00 p.m. eastern time) on Tuesday, November 7, 2023, which will be accessible through the Company’s website at www.corecivic.com under the “Events & Presentations” section of the “Investors” page.
To participate via telephone and join the call live, please register in advance here https://register.vevent.com/register/BI3e522c1e25f444ec98977db80437da4f. Upon registration, telephone participants will receive a confirmation email detailing how to join the conference call, including the dial-in number and a unique passcode.

About CoreCivic

CoreCivic is a diversified, government-solutions company with the scale and experience needed to solve tough government challenges in flexible, cost-effective ways. We provide a broad range of solutions to government partners that serve the public good through high-quality corrections and detention management, a network of residential and non-residential alternatives to incarceration to help address America’s recidivism crisis, and government real estate solutions. We are the nation’s largest owner of partnership correctional, detention and residential reentry facilities, and one of the largest prison operators in the United States. We have been a flexible and dependable partner for government for 40 years. Our employees are driven by a deep sense of service, high standards of professionalism and a responsibility to help government better the public good. Learn more at www.corecivic.com.

Forward-Looking Statements

This press release contains statements as to our beliefs and expectations of the outcome of future events that are “forward-looking” statements within the meaning of Section 21E of the Securities Exchange Act of 1934, as amended, and the Private Securities Litigation Reform Act of 1995, as amended. These forward-looking statements are subject to risks and uncertainties that could cause actual results to differ materially from the statements made. These include, but are not limited to, the risks and uncertainties associated with: (i) changes in government policy, legislation and regulations that affect utilization of the private sector for corrections, detention, and residential reentry services, in general, or our business, in particular, including, but not limited to, the continued utilization of our correctional and detention facilities by the federal government, including as a consequence of the United States Department of Justice not renewing contracts as a result of President Biden’s Executive Order on Reforming Our Incarceration System to Eliminate the Use of Privately Operated Criminal Detention Facilities, impacting utilization primarily by the BOP and the United States Marshals Service, and the impact of any changes to immigration reform and sentencing laws (we do not, under longstanding policy, lobby for or against policies or legislation that would determine the basis for, or duration of, an individual’s incarceration or detention); (ii) our ability to obtain and maintain correctional, detention, and residential reentry facility management contracts because of reasons including, but not limited to, sufficient governmental appropriations, contract compliance, negative publicity and effects of inmate disturbances; (iii) changes in the privatization of the corrections and detention industry, the acceptance of our services, the timing of the opening of new facilities and the commencement of new management contracts (including the extent and pace at which new contracts are utilized), as well as our ability to utilize available beds; (iv) general economic and market conditions, including, but not limited to, the impact governmental budgets can have on our contract renewals and renegotiations, per diem rates, and occupancy; (v) fluctuations in our operating results because of, among other things, changes in occupancy levels; competition; contract renegotiations or terminations; inflation and other increases in costs of operations, including a continuing rise in labor costs; fluctuations in interest rates and risks of operations; (vi) the impact resulting from the termination of Title 42, the federal government’s policy to deny entry at the United States southern border to asylum-seekers and anyone crossing the southern border without proper documentation or authority in an effort to contain the spread of the coronavirus and related variants, or COVID-19; (vii) government budget uncertainty, the impact of the debt ceiling and the potential for government shutdowns and changing funding priorities; (viii) our ability to successfully identify and consummate future development and acquisition opportunities and realize projected returns resulting therefrom; (ix) our ability to have met and maintained qualification for taxation as a real estate investment trust, or REIT, for the years we elected REIT status; and (x) the availability of debt and equity financing on terms that are favorable to us, or at all. Other factors that could cause operating and financial results to differ are described in the filings we make from time to time with the Securities and Exchange Commission.

We take no responsibility for updating the information contained in this press release following the date hereof to reflect events or circumstances occurring after the date hereof or the occurrence of unanticipated events or for any changes or modifications made to this press release or the information contained herein by any third-parties, including, but not limited to, any wire or internet services, except as may be required by law.



CORECIVIC, INC. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
(UNAUDITED AND AMOUNTS IN THOUSANDS, EXCEPT PER SHARE AMOUNTS)

ASSETS September 30,
2023
 December 31,
2022
     
Cash and cash equivalents $103,697  $149,401 
Restricted cash  14,214   12,764 
Accounts receivable, net of credit loss reserve of $7,358 and $8,008, respectively  269,416   312,435 
Prepaid expenses and other current assets  32,638   32,134 
Assets held for sale     6,936 
Total current assets  419,965   513,670 
Real estate and related assets:    
Property and equipment, net of accumulated depreciation of $1,798,675 and $1,716,283, respectively  2,127,800   2,176,098 
Other real estate assets  204,096   208,181 
Goodwill  4,844   4,844 
Other assets  311,903   341,976 
     
Total assets $3,068,608  $3,244,769 
     
LIABILITIES AND STOCKHOLDERS’ EQUITY    
     
Accounts payable and accrued expenses $290,385  $285,226 
Current portion of long-term debt  13,982   165,525 
Total current liabilities  304,367   450,751 
     
Long-term debt, net  1,055,588   1,084,858 
Deferred revenue  18,869   22,590 
Non-current deferred tax liabilities  98,124   99,618 
Other liabilities  133,358   154,544 
     
Total liabilities  1,610,306   1,812,361 
     
Commitments and contingencies    
     
Preferred stock ― $0.01 par value; 50,000 shares authorized; none issued and outstanding at September 30, 2023 and December 31, 2022, respectively      
Common stock ― $0.01 par value; 300,000 shares authorized; 113,605 and 114,988 shares issued and outstanding at September 30, 2023 and December 31, 2022, respectively  1,136   1,150 
Additional paid-in capital  1,792,481   1,807,689 
Accumulated deficit  (335,315)  (376,431)
Total stockholders’ equity  1,458,302   1,432,408 
     
Total liabilities and stockholders’ equity $3,068,608  $3,244,769 
CORECIVIC, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF OPERATIONS
(UNAUDITED AND AMOUNTS IN THOUSANDS, EXCEPT PER SHARE AMOUNTS)

  For the Three Months Ended
September 30,
 For the Nine Months Ended
September 30,
   2023   2022   2023   2022 
         
REVENUE:        
Safety $443,324  $423,186  $1,282,717  $1,253,788 
Community  29,791   26,379   84,569   76,269 
Properties  10,477   14,587   37,888   43,704 
Other  113   59   215   135 
   483,705   464,211   1,405,389   1,373,896 
         
EXPENSES:        
Operating        
Safety  350,946   342,190   1,015,070   987,472 
Community  23,268   22,022   68,888   63,531 
Properties  3,067   3,902   9,752   10,561 
Other  42   80   158   259 
Total operating expenses  377,323   368,194   1,093,868   1,061,823 
General and administrative  33,927   30,194   99,218   92,808 
Depreciation and amortization  32,526   31,931   95,183   96,218 
Shareholder litigation expense           1,900 
Asset impairments  2,710   3,513   2,710   3,513 
   446,486   433,832   1,290,979   1,256,262 
         
         
OTHER INCOME (EXPENSE):        
Interest expense, net  (17,886)  (20,793)  (55,305)  (65,381)
Expenses associated with debt repayments and refinancing transactions  (100)  (783)  (326)  (7,588)
Gain on sale of real estate assets, net  368   83,828   343   87,149 
Other income (expense)  (74)  (71)  (43)  934 
         
INCOME BEFORE INCOME TAXES  
19,527
   
92,560
   
59,079
   
132,748
 
         
Income tax expense  (5,635)  (24,242)  (17,957)  (34,865)

NET INCOME
 $13,892  $68,318  $41,122  $97,883 

BASIC EARNINGS PER SHARE
 $0.12  $0.59  $0.36  $0.82 
         
DILUTED EARNINGS PERSHARE $0.12  $0.58  $0.36  $0.82 
CORECIVIC, INC. AND SUBSIDIARIES
SUPPLEMENTAL FINANCIAL INFORMATION
(UNAUDITED AND AMOUNTS IN THOUSANDS, EXCEPT PER SHARE AMOUNTS)

CALCULATION OF ADJUSTED NET INCOME AND ADJUSTED DILUTED EPS

  For the Three Months Ended
September 30,
 For the Nine Months Ended
September 30,
   2023   2022   2023   2022 
         
Net income $13,892  $68,318  $41,122  $97,883 
         
Special items:        
Expenses associated with debt repayments and refinancing transactions  100   783   326   7,588 
Income tax expense associated with change in corporate tax structure        930    
Gain on sale of real estate assets, net  (368)  (83,828)  (343)  (87,149)
Shareholder litigation expense           1,900 
Asset impairments  2,710   3,513   2,710   3,513 
Income tax expense (benefit) for special items  (709)  20,959   (784)  19,543 
Adjusted net income $15,625  $9,745  $43,961  $43,278 
Weighted average common shares outstanding – basic  113,605   116,569   113,919   119,282 
Effect of dilutive securities:        
Restricted stock-based awards  802   881   686   774 
Weighted average shares and assumed conversions – diluted  114,407   117,450   114,605   120,056 
Adjusted Diluted EPS $0.14  $0.08  $0.38  $0.36 
CORECIVIC, INC. AND SUBSIDIARIES
SUPPLEMENTAL FINANCIAL INFORMATION
(UNAUDITED AND AMOUNTS IN THOUSANDS, EXCEPT PER SHARE AMOUNTS)

CALCULATION OF FUNDS FROM OPERATIONS AND NORMALIZED FUNDS FROM OPERATIONS

  For the Three Months Ended
September 30,
 For the Nine Months Ended
September 30,
   2023   2022   2023   2022 
         
Net income $13,892  $68,318  $41,122  $97,883 
Depreciation and amortization of real estate assets  24,837   24,158   73,206   72,825 
Impairment of real estate assets     3,513      3,513 
Gain on sale of real estate assets, net  (368)  (83,828)  (343)  (87,149)
Income tax expense for special items  107   21,165   100   22,073 
Funds From Operations $38,468  $33,326  $114,085  $109,145 
         
Expenses associated with debt repayments and refinancing transactions  100   783   326   7,588 
Income tax expense associated with change in corporate tax structure        930    
Shareholder litigation expense           1,900 
Other asset impairments  2,710      2,710    
Income tax benefit for special items  (816)  (206)  (884)  (2,530)
Normalized Funds From Operations $40,462  $33,903  $117,167  $116,103 
         
Funds From Operations Per Diluted Share $0.34  $0.28  $1.00  $0.91 
Normalized Funds From Operations Per Diluted Share $0.35  $0.29  $1.02  $0.97 
CALCULATION OF EBITDA AND ADJUSTED EBITDA

  For the Three Months Ended
September 30,
 For the Nine Months Ended
September 30,
   2023   2022   2023   2022 
         
Net income $13,892  $68,318  $41,122  $97,883 
Interest expense  20,734   23,455   64,037   73,139 
Depreciation and amortization  32,526   31,931   95,183   96,218 
Income tax expense  5,635   24,242   17,957   34,865 
EBITDA $72,787  $147,946  $218,299  $302,105 
         
Expenses associated with debt repayments and refinancing transactions  100   783   326   7,588 
Gain on sale of real estate assets, net  (368)  (83,828)  (343)  (87,149)
Shareholder litigation expense           1,900 
Asset impairments  2,710   3,513   2,710   3,513 
Adjusted EBITDA $75,229  $68,414  $220,992  $227,957 
CORECIVIC, INC. AND SUBSIDIARIES
SUPPLEMENTAL FINANCIAL INFORMATION
(UNAUDITED AND AMOUNTS IN THOUSANDS, EXCEPT PER SHARE AMOUNTS)

GUIDANCE — CALCULATION OF ADJUSTED NET INCOME, FUNDS FROM OPERATIONS, EBITDA & ADJUSTED EBITDA

  For the Year Ending
December 31, 2023
  Low End of Guidance High End of Guidance
Net income $58,672  $64,922 
Expenses associated with debt repayments and refinancing transactions  1,363   1,363 
Income tax expense associated with change in corporate tax structure  930   930 
Gain on sale of real estate assets, net  (343)  (343)
Asset impairments  2,710   2,710 
Income tax benefit for special items  (1,082)  (1,082)
Adjusted net income $62,250  $68,500 
     
Net income $58,672  $64,922 
Depreciation and amortization of real estate assets  98,000   98,500 
Gain on sale of real estate assets, net  (343)  (343)
Income tax expense for special items  100   100 
Funds From Operations $156,429  $163,179 
Expenses associated with debt repayments and refinancing transactions  1,363   1,363 
Income tax expense associated with change in corporate tax structure  930   930 
Other asset impairments  2,710   2,710 
Income tax benefit for special items  (1,182)  (1,182)
Normalized Funds From Operations $160,250  $167,000 
Diluted EPS $0.51  $0.57 
Adjusted Diluted EPS $0.54  $0.60 
FFO per diluted share $1.37  $1.43 
Normalized FFO per diluted share $1.40  $1.46 
     
Net income $58,672  $64,922 
Interest expense  85,500   84,500 
Depreciation and amortization  128,000   128,000 
Income tax expense  26,598   25,598 
EBITDA $298,770  $303,020 
Expenses associated with debt repayments and refinancing transactions  1,363   1,363 
Gain on sale of real estate assets, net  (343)  (343)
Asset impairments  2,710   2,710 
Adjusted EBITDA $302,500  $306,750 


NOTE TO SUPPLEMENTAL FINANCIAL INFORMATION

Adjusted Net Income, EBITDA, Adjusted EBITDA, FFO, and Normalized FFO, and, where appropriate, their corresponding per share metrics are non-GAAP financial measures. The Company believes that these measures are important operating measures that supplement discussion and analysis of the Company’s results of operations and are used to review and assess operating performance of the Company and its properties and their management teams. The Company believes that it is useful to provide investors, lenders and securities analysts disclosures of its results of operations on the same basis that is used by management.

FFO, in particular, is a widely accepted non-GAAP supplemental measure of performance of real estate companies, grounded in the standards for FFO established by the National Association of Real Estate Investment Trusts (NAREIT). NAREIT defines FFO as net income computed in accordance with GAAP, excluding gains (or losses) from sales of property and extraordinary items, plus depreciation and amortization of real estate and impairment of depreciable real estate and after adjustments for unconsolidated partnerships and joint ventures calculated to reflect funds from operations on the same basis. As a company with extensive real estate holdings, we believe FFO and FFO per share are important supplemental measures of our operating performance and believe they are frequently used by securities analysts, investors and other interested parties in the evaluation of REITs and other real estate operating companies, many of which present FFO and FFO per share when reporting results. EBITDA, Adjusted EBITDA, and FFO are useful as supplemental measures of performance of the Company’s properties because such measures do not take into account depreciation and amortization, or with respect to EBITDA, the impact of the Company’s tax provision and financing strategies. Because the historical cost accounting convention used for real estate assets requires depreciation (except on land), this accounting presentation assumes that the value of real estate assets diminishes at a level rate over time. Because of the unique structure, design and use of the Company’s properties, management believes that assessing performance of the Company’s properties without the impact of depreciation or amortization is useful. The Company may make adjustments to FFO from time to time for certain other income and expenses that it considers non-recurring, infrequent or unusual, even though such items may require cash settlement, because such items do not reflect a necessary or ordinary component of the ongoing operations of the Company. Normalized FFO excludes the effects of such items. The Company calculates Adjusted Net Income by adding to GAAP Net Income expenses associated with the Company’s debt repayments and refinancing transactions, and certain impairments and other charges that the Company believes are unusual or non-recurring to provide an alternative measure of comparing operating performance for the periods presented.

Other companies may calculate Adjusted Net Income, EBITDA, Adjusted EBITDA, FFO, and Normalized FFO differently than the Company does, or adjust for other items, and therefore comparability may be limited. Adjusted Net Income, EBITDA, Adjusted EBITDA, FFO, and Normalized FFO and, where appropriate, their corresponding per share measures are not measures of performance under GAAP, and should not be considered as an alternative to cash flows from operating activities, a measure of liquidity or an alternative to net income as indicators of the Company’s operating performance or any other measure of performance derived in accordance with GAAP. This data should be read in conjunction with the Company’s consolidated financial statements and related notes included in its filings with the Securities and Exchange Commission.

Contact: Investors: David Garfinkle – Chief Financial Officer – (615) 263-3008
Financial Media: David Gutierrez, Dresner Corporate Services – (312) 780-7204

Release – Salem Media Group Schedules Third Quarter 2023 Earnings Release and Teleconference

Research News and Market Data on SALM

 Download as PDFNovember 06, 2023 1:24pm EST

IRVING, Texas–(BUSINESS WIRE)– Salem Media Group, Inc. (NASDAQ: SALM) announced today that it plans to report its third quarter 2023 financial results after the market closes on November 13, 2023.

The company also plans to host a teleconference to discuss its results on November 13, 2023, at 4:00 PM Central Time. To access the teleconference, please dial (888) 770-7291, and then ask to be joined to the Salem Media Group Third Quarter 2023 call or listen to the webcast.

A replay of the teleconference will be available through November 27, 2023, and can be heard by dialing (800) 770-2030 – replay pin number 2413416, or on the investor relations portion of the company’s website, located at investor.salemmedia.com.

ABOUT SALEM MEDIA GROUP:

Salem Media Group is America’s leading multimedia company specializing in Christian and conservative content, with media properties comprising radio, digital media and book and newsletter publishing. Each day Salem serves a loyal and dedicated audience of listeners and readers numbering in the millions nationally. With its unique programming focus, Salem provides compelling content, fresh commentary and relevant information from some of the most respected figures across the Christian and conservative media landscape. Learn more about Salem Media Group, Inc. at www.salemmedia.com.

View source version on businesswire.com: https://www.businesswire.com/news/home/20231106645543/en/

Evan D. Masyr
Executive Vice President and Chief
Financial Officer
(805) 384-4512
evan@salemmedia.com

Source: Salem Media Group, Inc.

Released November 6, 2023

V2X, Inc. (VVX) – 3Q23 Highlights Include a Record Revenue Quarter


Tuesday, November 07, 2023

For more than 70 years, Vectrus has provided critical mission support for our customers’ toughest operational challenges. As a high-performing organization with exceptional talent, deep domain knowledge, a history of long-term customer relationships, and groundbreaking technical expertise, we deliver innovative, mission-matched solutions for our military and government customers worldwide. Whether it’s base operations support, supply chain and logistics, IT mission support, engineering and digital integration, security, or maintenance, repair and overhaul, our customers count on us for on-target solutions that increase efficiency, reduce costs, improve readiness, and strengthen national security. Vectrus is headquartered in Colorado Springs, Colo., and includes about 8,100 employees spanning 205 locations in 28 countries. In 2021, Vectrus generated sales of $1.8 billion. For more information, visit the company’s website at www.vectrus.com or connect with Vectrus on Facebook, Twitter, and LinkedIn.

Joe Gomes, Managing Director, Equity Research Analyst, Generalist , Noble Capital Markets, Inc.

Joshua Zoepfel, Research Associate, Noble Capital Markets, Inc.

Refer to the full report for the price target, fundamental analysis, and rating.

3Q23 Results. Record revenue of $1.0 billion was up 4.5% y-o-y, and above our $965 million forecast. Adjusted EBITDA came in at $64.7 million, versus $79 million in 3Q22 and our $64 million estimate. Adjusted diluted EPS was $0.73 compared to $1.33 last year and our $0.90 estimate.

Some Headwinds. 3Q23 results were impacted by a couple items, including contract mix and performance on certain integrated electronic security programs. In addition, the strong 2Q23 benefitted from the pull forward of some business that was expected to occur in the just completed quarter.


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*Analyst certification and important disclosures included in the full report. NOTE: investment decisions should not be based upon the content of this research summary. Proper due diligence is required before making any investment decision. 

Energy Fuels (UUUU) – Uranium Sales Growing as Company Gets Ready To Restart Mining


Tuesday, November 07, 2023

Energy Fuels is a leading U.S.-based uranium mining company, supplying U3O8 to major nuclear utilities. Energy Fuels also produces vanadium from certain of its projects, as market conditions warrant, and is ramping up commercial-scale production of REE carbonate. Its corporate offices are in Lakewood, Colorado, near Denver, and all its assets and employees are in the United States. Energy Fuels holds three of America’s key uranium production centers: the White Mesa Mill in Utah, the Nichols Ranch in-situ recovery (“ISR”) Project in Wyoming, and the Alta Mesa ISR Project in Texas. The White Mesa Mill is the only conventional uranium mill operating in the U.S. today, has a licensed capacity of over 8 million pounds of U3O8 per year, has the ability to produce vanadium when market conditions warrant, as well as REE carbonate from various uranium-bearing ores. The Nichols Ranch ISR Project is on standby and has a licensed capacity of 2 million pounds of U3O8 per year. The Alta Mesa ISR Project is also on standby and has a licensed capacity of 1.5 million pounds of U3O8 per year. In addition to the above production facilities, Energy Fuels also has one of the largest NI 43-101 compliant uranium resource portfolios in the U.S. and several uranium and uranium/vanadium mining projects on standby and in various stages of permitting and development. The primary trading market for Energy Fuels’ common shares is the NYSE American under the trading symbol “UUUU,” and the Company’s common shares are also listed on the Toronto Stock Exchange under the trading symbol “EFR.” Energy Fuels’ website is www.energyfuels.com.

Michael Heim, Senior Vice President, Equity Research Analyst, Energy & Transportation, Noble Capital Markets, Inc.

Refer to the full report for the price target, fundamental analysis, and rating.

Higher uranium prices led to increased sales out of inventory. Uranium prices rose during the quarter with spot prices moving into the mid-seventies. While realized prices for Energy Fuel were only $58.18/lb. because of long-term contract pricing, it remains well above production costs, which management describes as “well below $50/lb.” Energy Fuels continues to meet its utility contracts through the sale of uranium out of inventory. Inventory levels (586,000 tonnes) are roughly half of the level at the start of the year (1,027,000 tonnes).

Financial results improve with uranium sales. 2023-3Q results were largely in line with expectations once nonrecurring gains are removed. Of course, the Energy Fuel story has never been about near-term results. Instead, the stock moves on corporate developments. And, while there have been some setbacks (REE supply issues, share dilution), the company has made steady progress. We look for the stock to do well as projections turn into cash flow, and as investors begin to realize the potential of rising uranium prices and the profitability of REE separation.


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Equity Research is available at no cost to Registered users of Channelchek. Not a Member? Click ‘Join’ to join the Channelchek Community. There is no cost to register, and we never collect credit card information.

This Company Sponsored Research is provided by Noble Capital Markets, Inc., a FINRA and S.E.C. registered broker-dealer (B/D).

*Analyst certification and important disclosures included in the full report. NOTE: investment decisions should not be based upon the content of this research summary. Proper due diligence is required before making any investment decision. 

CoreCivic, Inc. (CXW) – First Look at 3Q23 Results


Tuesday, November 07, 2023

CoreCivic is a diversified, government-solutions company with the scale and experience needed to solve tough government challenges in flexible, cost-effective ways. We provide a broad range of solutions to government partners that serve the public good through high-quality corrections and detention management, a network of residential and non-residential alternatives to incarceration to help address America’s recidivism crisis, and government real estate solutions. We are the nation’s largest owner of partnership correctional, detention and residential reentry facilities, and believe we are the largest private owner of real estate used by government agencies in the United States. We have been a flexible and dependable partner for government for nearly 40 years. Our employees are driven by a deep sense of service, high standards of professionalism and a responsibility to help government better the public good. Learn more at www.corecivic.com.

Joe Gomes, Managing Director, Equity Research Analyst, Generalist , Noble Capital Markets, Inc.

Joshua Zoepfel, Research Associate, Noble Capital Markets, Inc.

Refer to the full report for the price target, fundamental analysis, and rating.

3Q Results. Revenue totaled $483.7 million, up 4.2% year-over-year and up 4.3% sequentially, driven by higher populations and increased per diems. Net income was $13.9 million, or $0.12/sh versus $68.3 million, or $0.58 per share last year. Adjusted EPS was $0.14 for 3Q23 versus $0.08 for 3Q22. Adjusted EBITDA was $75.2 million, up from $68.4 million last year.

ICE Populations. Since the ending of Title 42 on May 11th, overall ICE populations are up 66% through the end of September. CoreCivic ICE populations are up by 4,729, or 84% over the same time frame. We believe this has been driven by management’s foresight in adding staff in anticipation of higher population levels. Reportedly, ICE populations have continued to rise.


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*Analyst certification and important disclosures included in the full report. NOTE: investment decisions should not be based upon the content of this research summary. Proper due diligence is required before making any investment decision. 

Bit Digital, Inc. (BTBT) – Network Difficulty in October, However a Positive Environment


Tuesday, November 07, 2023

Joe Gomes, Managing Director, Equity Research Analyst, Generalist , Noble Capital Markets, Inc.

Joshua Zoepfel, Research Associate, Noble Capital Markets, Inc.

Refer to the full report for the price target, fundamental analysis, and rating.

Mining Slightly Down. Bit Digital produced 111.6 BTC during the month, a 14% decrease from last month due to an increase in network difficulty, a power utility mandated maintenance outage that temporarily reduced operating hash rate at one location, and the relocation of miners from one hosting location following the conclusion of that hosting agreement. The Company had an active hash rate of 2.0 EH/s compared to 1.19 EH/s last month.

Staking Side. The Company had approximately 12,752 ETH actively staked in native and liquid staking protocols as of October 31, 2023, with 12,352 ETH natively staked and 400 ETH deployed in liquid staking protocols. Bit Digital earned a blended APY of approximately 4.25% on its staked ETH position for the month compared to roughly 4.1% last month, and earned aggregate staking rewards of approximately 46.08 ETH.


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Equity Research is available at no cost to Registered users of Channelchek. Not a Member? Click ‘Join’ to join the Channelchek Community. There is no cost to register, and we never collect credit card information.

This Company Sponsored Research is provided by Noble Capital Markets, Inc., a FINRA and S.E.C. registered broker-dealer (B/D).

*Analyst certification and important disclosures included in the full report. NOTE: investment decisions should not be based upon the content of this research summary. Proper due diligence is required before making any investment decision. 

Alvopetro Energy (ALVOF) – Production takes a turn upward


Tuesday, November 07, 2023

Alvopetro Energy Ltd.’s vision is to become a leading independent upstream and midstream operator in Brazil. Our strategy is to unlock the on-shore natural gas potential in the state of Bahia in Brazil, building off the development of our Caburé natural gas field and our strategic midstream infrastructure.

Michael Heim, Senior Vice President, Equity Research Analyst, Energy & Transportation, Noble Capital Markets, Inc.

Refer to the full report for the price target, fundamental analysis, and rating.

Production in the month of October was 1,839 boe/d, up from 1,203 boe/d in September. Production has been anemic in recent months due to partner nomination issues in the Cabure field and demand issues by Bahia Gas. The production increase, and the fact that it largely came from the Cabure field, is a positive indication that Alvopetro’s growth plans are getting back on track. Management has set a near-term goal of reaching 3,000 boe/d and a long-term goal of 5,833 boe/d.

Speaking of growth, results from a new oil well look positive. Alvopetro completed the BL-6 well in the Bom Lugar field. The well is averaging 13 boe/d, more that all other existing oil production. The Bom Lugar field could be an important field for the company as it seeks to expand operations and reduce dependency upon natural gas sales to Bahia Gas. We believe the success of the BL-6 well will lead to management putting additional resources into the Bom Lugar field.


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Equity Research is available at no cost to Registered users of Channelchek. Not a Member? Click ‘Join’ to join the Channelchek Community. There is no cost to register, and we never collect credit card information.

This Company Sponsored Research is provided by Noble Capital Markets, Inc., a FINRA and S.E.C. registered broker-dealer (B/D).

*Analyst certification and important disclosures included in the full report. NOTE: investment decisions should not be based upon the content of this research summary. Proper due diligence is required before making any investment decision. 

SEC Chief Gensler’s Concerns Mount Over Leverage in Treasuries Market

Securities regulators have leverage risks in the multi-trillion dollar US Treasuries market back under the microscope. Recent remarks by Securities and Exchange Commission (SEC) Chair Gary Gensler signaled renewed urgency around curtailing destabilizing trading practices in the world’s largest bond market.

In a speech to financial executives, Gensler emphasized the systemic dangers posed by excessive leverage use among institutional government bond traders. He pointed to stresses witnessed during this year’s regional banking turmoil as a reminder of such hazards manifesting and causing wider contagion.

Regulators worry traders combining high leverage with speculative strategies in Treasuries could trigger severe market dysfunction during times of volatility. This could then spill over to wreak havoc in the broader financial system given Treasuries’ status as a global haven asset class.

Gensler advocated for SEC proposals intended to impose tighter control over leverage and trading risks. These include requiring central clearing for Treasuries transactions and designating large proprietary trading institutions as broker-dealers subject to higher regulatory standards.

The SEC chief argues such reforms are vital to counterbalance the threat of destabilizing blowups in a foundational market underpinning global finance.

Among the riskier trading plays under scrutiny is the so-called basis trade where leverage magnifies bets exploiting slight pricing variations between Treasury futures and underlying bonds. While providing liquidity, regulators fret the strategy’s extensive borrowing leaves it vulnerable to violent unwinding in turbulent markets.

Warnings around the basis trade have intensified given concentration of risks among influential bond trading heavyweights. US regulators demand greater visibility into leverage levels across systemically-important markets to be able to detect emerging hazards.

Overseas authorities are also tightening oversight of leveraged strategies. The Bank of England recently floated measures to restrain risk-taking in British government bond markets that could destabilize the financial system.

However, Wall Street defenders argue the basis trade fulfills a valuable role in greasing trading and provides resilience during crises. They point to the strategy weathering last decade’s pandemic-induced mayhem in markets without mishap.

But SEC leadership remains unconvinced current patchwork regulation provides sufficient safeguards against excessive risk-taking. They emphasize the over-the-counter nature of Treasuries trading allows huge leverage buildup outside the purview of watchdogs.

Hence the regulatory push for greater transparency from large leveraged investors to facilitate continuous monitoring for dangers to system stability. Furthermore, shorter settlement timelines being phased in are meant to curb risk accumulation in the opaque Treasury secondary market.

While largely supportive of the abbreviated settlement schedule, Gensler noted challenges still abound on the foreign exchange side that demand close tracking.

Overall, the revived warnings from America’s top securities regulator underscore enduring concerns post-2008 crisis reforms did not fully address leverage-fueled excess in Treasury markets. Keeping a tight leash on potentially destabilizing trading practices remains a clear priority for policymakers focused on securing the financial system against shocks.

The Rise and Fall of WeWork: How the $47 Billion Startup Crumbled

WeWork, once the most valuable startup in the United States with a peak valuation of $47 billion, filed for bankruptcy protection this week – a stunning collapse for a company that was the posterchild of the shared workspace industry.

Founded in 2010 by Adam Neumann and Miguel McKelvey, WeWork grew at breakneck speed by offering flexible office spaces for freelancers, startups and enterprises. At its peak in 2019, WeWork had 528 locations in 111 cities across 29 countries with 527,000 members.

The company was initially successful at attracting both customers and investors with its vision of creating communal workspaces. SoftBank, its biggest backer, poured in billions having bought into Neumann’s grand ambitions to revolutionize commercial real estate. WeWork was the cornerstone of SoftBank’s $100 billion Vision Fund aimed at taking big bets on tech companies that could be mold-breakers.

However, WeWork’s model of taking long-term leases and renting out spaces short-term led to persistent losses. The company lost $219,000 an hour in the 12 months prior to June 2023. Occupancy rates are down to 67% from 90% in late 2020. Yet WeWork had $4.1 billion in future lease payment obligations as of June.

Problematic corporate governance and mismanagement under Neumann also came under fire. Eyebrow-raising revelations around Neumann such as infusing the company with a hard-partying culture and cashing out over $700 million ahead of the planned IPO while retaining majority control further eroded confidence.

The lack of a path to profitability finally derailed the company’s prospects when it failed to launch its Initial Public Offering in 2019. The IPO was expected to raise $3 billion at a $47 billion valuation but got postponed after investors balked at buying shares. Neumann was forced to step down as CEO.

Since the failed IPO, WeWork has tried multiple strategies to right the ship. It has attempted to renegotiate leases, cut thousands of jobs, sold off non-core businesses, and reduced operating expenses significantly. For example, it got $1.5 billion in financing in exchange for control of its China unit in 2022.

WeWork also tried changing leadership to infuse more financial discipline. It brought in real estate veteran Sandeep Mathrani as CEO in 2020. Mathrani helped cut costs but could not fix the underlying business model. He was replaced in 2022 by David Tolley, an investment banker and private equity executive.

Additionally, WeWork tried merging with a special purpose acquisition company (SPAC) in 2021 that valued the company at $9 billion. But the co-working space leader continued struggling with low demand and high costs.

Commercial real estate landlords also pose an existential threat by offering their own flexible workspaces. Large property owners like CBRE and JLL now provide custom office spaces. With recession looming, demand for flexible office space has waned further.

As part of the Chapter 11 bankruptcy filing, WeWork aims to restructure its debt and shed expensive leases. However, it faces an uphill battle to rebuild its brand and regain customers’ trust. The flexible workspace model also faces an uncertain future given hybrid work arrangements are becoming permanent for many companies.

WeWork upended the commercial real estate industry and had a meteoric rise fueled by stellar growth and lofty ambitions. But poor management and lack of profitability finally brought down a quintessential startup unicorn valued at $47 billion at its peak. The dramatic saga serves as a cautionary tale for unproven, cash-burning companies and overzealous investors fueling their growth.

Shein Sets Sights on $90 Billion Valuation for Highly Anticipated US IPO

Shein, the Chinese fast fashion juggernaut, is aiming to achieve a massive $80-90 billion valuation in its eventual US stock market debut according to sources familiar with the company’s IPO plans.

The online fashion retailer has quickly become one of the largest in the world on the back of its ultra-fast production cycles and rock bottom pricing. Shein boasts a selection of over 5,000 fashion items with over 1,000 new products added daily. This rapid launch cadence along with AI-driven fashion designs and targeted social media marketing have supercharged Shein’s popularity among Gen Z consumers.

Shein’s meteoric rise has made it one of the most valuable private companies in the world. The company hit a $100 billion valuation in its last funding round in 2021. However, subsequent secondary market trades of Shein shares revealed erosion in its value, with estimates between $50-60 billion earlier this year.

The firm is looking to capitalize on the growth in online shopping with its planned US stock exchange listing. Shein is aiming to raise around $2 billion from public market investors as it continues its quest for global fashion industry dominance.

Shein has not officially confirmed its IPO plans yet, but is said to be targeting the second half of 2023 for its market debut. The timing remains in flux given the recent stock market volatility and economic uncertainty.

Unlike most ecommerce firms, Shein has claimed profitability since its inception. The company boasts strong margins partly derived from minimal advertising spend. Shein instead relies extensively on social media influencers and word-of-mouth among its primarily Gen Z fanbase.

The Chinese company does not disclose its financials publicly, but reportedly generated over $16 billion in sales in 2021. It has also expanded aggressively in Europe, the US and other international markets. Shein’s app was the second most downloaded shopping app globally on iOS last year after Amazon.

However, Shein faces controversies around alleged labor rights violations, plagiarized designs, and environmental concerns related to its fast fashion model. Critics also argue the opacity around its operations and finances warrant closer regulatory scrutiny especially as it plans to go public.

Shein’s US IPO will be a key test of investor appetite for cash-burning technology unicorns in the current market. Chinese companies listing in the US also face tighter regulations now. A number of them have opted instead for Hong Kong and domestic China exchanges more recently.

Nonetheless, the online fashion giant has its sights set firmly on tapping into public markets to fuel its next wave of worldwide expansion. Shein aims to leverage its digital-first model and supply chain agility to continue eating market share from struggling traditional retailers.

If Shein manages to pull off a $90 billion IPO, it would rank as one of the largest US listings ever for a foreign company. The blockbuster offering could set the stage for Shein to disrupt the global fashion hierarchy dominated by H&M, Zara and other legacy incumbents.

Take a look at Vera Bradley, a leading designer of women’s handbags, luggage and other travel items, fashion and home accessories.

Release – ZyVersa Therapeutics Announces Article in Peer-Reviewed Journal, Ecotoxicology and Environmental Safety, Linking Air Pollution with Development and Progression of Chronic Kidney Disease That Can Be Attenuated by Inhibiting Inflammasome NLRP3 Activation

Research News and Market Data on ZVSA

Nov 6, 2023

PDF Version

  • Despite decades of effective environmental policy and improved air quality in the US, air pollution remains the greatest environmental health risk factor, contributing to 100,000 to 200,000 incremental deaths annually, primarily from fine particulate matter (PM2.5) derived from pollutants including vehicle and industrial emissions from fuel and biomass combustion, cigarette smoke, volcanos, fires, and desert dust.
  • PM2.5 is inhaled into the lungs, spreading through the bloodstream to other organs, especially the kidney, which accumulates it during glomerular filtration, where it triggers NLRP3 inflammasome activation resulting in damaging inflammation and cell death (pyroptosis) leading to chronic kidney disease and its progression.
  • ZyVersa is developing Inflammasome ASC Inhibitor IC 100 which can inhibit up to 12 different inflammasomes (including NLRP3 inflammasomes) and their associated ASC specks which perpetuate damaging inflammation.

WESTON, Fla., Nov. 06, 2023 (GLOBE NEWSWIRE) — ZyVersa Therapeutics, Inc. (Nasdaq: ZVSA, or “ZyVersa”), a clinical stage specialty biopharmaceutical company developing first-in-class drugs for treatment of inflammatory and renal diseases, announces publication of an article in the peer-reviewed journal, Ecotoxicology and Environmental Safety, demonstrating that inhibiting NLRP3 inflammasomes can attenuate kidney damage and dysfunction associated with the environmental pollutant, PM2.5.

In the paper titled, “PM2.5 induces renal tubular injury by activating NLRP3-mediated pyroptosis,” the authors conducted studies in a mouse model exposed to high concentrations of ambient PM2.5 for 12 weeks, and in a mouse kidney cell line. Following are key findings reported in the paper:

  • PM2.5 exposure leads to kidney structural changes and functional impairment.
  • Inflammasome NLRP3-induced Inflammation and pyroptosis were increased in PM2.5-exposed kidney tissues.
  • Inhibiting the inflammasome NLRP3 pathway, including downstream caspase-1, rescued the kidneys from PM2.5-induced cell death.

The authors stated, “We further provided evidence that NLRP3-mediated pyroptosis plays critical roles in the progression of kidney injury induced by PM2.5 exposure. Inhibiting the activation of NLRP3 inflammasome can remarkably protect the renal tubular epithelial cells from PM2.5-induced proptosis.” To read the article, Click Here.

“The research published in the Journal, Ecotoxicology and Environmental Safety, reinforces other published data demonstrating that inhibiting NLRP3 inflammasomes can attenuate kidney damage and dysfunction of multiple causes, now including kidney damage associated with the environmental pollutant, PM2.5,” commented Stephen C. Glover, ZyVersa’s Co-founder, Chairman, CEO and President. “This research provides increasing support for inflammasome inhibition as a promising treatment option for kidney disease, a major health problem affecting over 35 million adults in the United States. ZyVersa is developing Inflammasome ASC inhibitor IC 100. Unlike NLRP3 inhibitors, designed to inhibit formation of one inflammasome to block initiation of the inflammatory cascade, IC 100 was designed to inhibit multiple types of inflammasomes and their associated ASC specks to uniquely block both initiation and perpetuation of damaging inflammation.” To review a white paper summarizing the mechanism of action and preclinical data for IC 100, Click Here.

About Inflammasome ASC Inhibitor IC 100

IC 100 is a novel humanized IgG4 monoclonal antibody that inhibits the inflammasome adaptor protein ASC. IC 100 was designed to attenuate both initiation and perpetuation of the inflammatory response. It does so by binding to a specific region of the ASC component of multiple types of inflammasomes, including NLRP1, NLRP2, NLRP3, NLRC4, AIM2, Pyrin. Intracellularly, IC 100 binds to ASC monomers, inhibiting inflammasome formation, thereby blocking activation of IL-1β early in the inflammatory cascade. IC 100 also binds to ASC in ASC Specks, both intracellularly and extracellularly, further blocking activation of IL-1β and the perpetuation of the inflammatory response that is pathogenic in inflammatory diseases. Because active cytokines amplify adaptive immunity through various mechanisms, IC 100, by attenuating cytokine activation, also attenuates the adaptive immune response.

About ZyVersa Therapeutics, Inc.

ZyVersa (Nasdaq: ZVSA) is a clinical stage specialty biopharmaceutical company leveraging advanced, proprietary technologies to develop first-in-class drugs for patients with renal and inflammatory diseases who have significant unmet medical needs. The Company is currently advancing a therapeutic development pipeline with multiple programs built around its two proprietary technologies – Cholesterol Efflux Mediator™ VAR 200 for treatment of kidney diseases, and Inflammasome ASC Inhibitor IC 100, targeting damaging inflammation associated with numerous CNS and other inflammatory diseases. For more information, please visit www.zyversa.com.

Cautionary Statement Regarding Forward-Looking Statements

Certain statements contained in this press release regarding matters that are not historical facts, are forward-looking statements within the meaning of Section 21E of the Securities Exchange Act of 1934, as amended, and the Private Securities Litigation Reform Act of 1995. These include statements regarding management’s intentions, plans, beliefs, expectations, or forecasts for the future, and, therefore, you are cautioned not to place undue reliance on them. No forward-looking statement can be guaranteed, and actual results may differ materially from those projected. ZyVersa Therapeutics, Inc (“ZyVersa”) uses words such as “anticipates,” “believes,” “plans,” “expects,” “projects,” “future,” “intends,” “may,” “will,” “should,” “could,” “estimates,” “predicts,” “potential,” “continue,” “guidance,” and similar expressions to identify these forward-looking statements that are intended to be covered by the safe-harbor provisions. Such forward-looking statements are based on ZyVersa’s expectations and involve risks and uncertainties; consequently, actual results may differ materially from those expressed or implied in the statements due to a number of factors, including ZyVersa’s plans to develop and commercialize its product candidates, the timing of initiation of ZyVersa’s planned preclinical and clinical trials; the timing of the availability of data from ZyVersa’s preclinical and clinical trials; the timing of any planned investigational new drug application or new drug application; ZyVersa’s plans to research, develop, and commercialize its current and future product candidates; the clinical utility, potential benefits and market acceptance of ZyVersa’s product candidates; ZyVersa’s commercialization, marketing and manufacturing capabilities and strategy; ZyVersa’s ability to protect its intellectual property position; and ZyVersa’s estimates regarding future revenue, expenses, capital requirements and need for additional financing.

New factors emerge from time-to-time, and it is not possible for ZyVersa to predict all such factors, nor can ZyVersa assess the impact of each such factor on the business or the extent to which any factor, or combination of factors, may cause actual results to differ materially from those contained in any forward-looking statements. Forward-looking statements included in this press release are based on information available to ZyVersa as of the date of this press release. ZyVersa disclaims any obligation to update such forward-looking statements to reflect events or circumstances after the date of this press release, except as required by applicable law.

This press release does not constitute an offer to sell, or the solicitation of an offer to buy, any securities.

Corporate and IR Contact:
Karen Cashmere
Chief Commercial Officer
kcashmere@zyversa.com
786-251-9641

Media Contacts
Tiberend Strategic Advisors, Inc.
Casey McDonald
cmcdonald@tiberend.com
646-577-8520

Dave Schemelia
dschemelia@tiberend.com
609-468-9325